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Bentley Moves Closer to Public Stock Offering

Bentley moves closer to public stock offering by filing Form S-1 with the SEC. The offering may be waiting on infrastructure bill passage.


Late in August Bentley Systems, Inc., (“Bentley”) announced that it had filed a registration statement on Form S-1 with the Security and Exchange Commission (the “SEC”) for a proposed initial public offering of its Class B common stock.


The shares of the Class B common stock to be used in the initial offering will be sold by existing stockholders of Bentley, a CAD industry giant that has been privately-held since its founding by the Bentley brothers. Greg Bentley is currently the company’s CEO. Bentley’s annual revenue is USD 700 million (2018).

The number of shares to be offered and the price range for the offering have not yet been determined. Bentley’s shares will be listed on the NASDAQ Global Select Market under the symbol “BSY”.

Greg Bentley, CEO of Bentley Systems, talking about his company’s technology around Digital Twins. Digital Twins merge three key aspects that go far beyond BIM—(1) ‘Digital Chronology’ adding the key component of time (iTwin Cloud Services) to both design and operations, (2) ‘Digital Context’ through reality capture technology, again data that has been time-stamped, and (3) ‘Digital Components’ which merge their engineering design tools with machine learning (AI) so that infrastructure professionals can make smarter design and operations decisions. (image: Architosh. All rights reserved.)

Goldman Sachs & Co. LLC and BofA Securities are acting as lead book-running managers and RBC Capital Markets is acting as a book-running manager for the proposed offering. Baird, KeyBanc Capital Markets, and Mizuho Securities are acting as co-managers for the proposed offering.

MORE: Bentley News: Public Stock Listing and Other News for Infrastructure Software Giant

A registration statement on Form S-1 relating to the proposed offering has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offer to buy be accepted prior to the time the registration statement becomes effective. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, and shall not constitute an offer, solicitation, or sale in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction. Any offers, solicitations, or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.

The proposed offering will be made only by means of a prospectus. Once available, a copy of the preliminary prospectus related to the offering may be obtained by contacting Goldman Sachs & Co. LLC, Attention: Prospectus Department at 200 West Street, New York, New York 10282, by telephone at 1-866-471-2526 or by e-mail at [email protected], or BofA Securities, Attn: Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, North Carolina 28255-0001, by e-mail at

Architosh Analysis and Commentary

Bentley on the public stock market could be an exciting thing for the CAD industry as the company has a clearly laid out Digital Twins strategy that operates at multiple scales, from individuals buildings, institutions and corporate campuses, large infrastructure, and smart cities. However, Bentley has toyed with the idea of a public offering before. In the past, it ran into issues with private shareholders not wanting to take the company public. 

Bentley’s core competencies lie in the area of software systems for large infrastructure and other AEC domains, including architecture and structural engineering. The AEC industry has been growing strongly over the past few years due to pent up demand to digitize and automate the construction sector. Western economies are facing significant skilled labor shortages in the sector, including, importantly, in the United States. At the same time, the US badly needs a major infrastructure bill passed by Washington, something that was promised by the Trump Administration that may have to wait until after the November election. The timing of a Bentley IPO (initial public offering) may be connected to the passage of an infrastructure bill. 

Fortune magazine published an article that suggests that the latest stimulus bill should contain a “no-regrets infrastructure” bill. Spending on infrastructure not only generates millions of jobs but solves long-term infrastructure deficiencies that cost U.S. households an average of USD 3,400 every year. And the Federal Reserve Bank of San Francisco estimates that every dollar spent on infrastructure produces two dollars for the economy. 

Bentley’s leadership in software technologies for the design and engineering of infrastructure positions it well for a future of great infrastructure renewal. The only question is, when will that bill happen? And perhaps this is why this time with Bentley industry observers are also waiting as well?

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